Common use of Reduction of Losses Clause in Contracts

Reduction of Losses. To the extent any Losses of a Seller Indemnitee are reduced by receipt of payment (i) under insurance policies which are not subject to retroactive adjustment or other reimbursement to the insurer in respect of such payment or (ii) from third parties not affiliated with the relevant Seller Indemnitee, such payments (net of the expenses of the recovery thereof) shall be credited against such Losses and, if indemnification payments shall have been received prior to the collection of such proceeds, the relevant Seller Indemnitee shall remit to the Buyer the amount of such proceeds (net of the cost of collection thereof) to the extent of indemnification payments received in respect of such Losses.

Appears in 3 contracts

Samples: Aircraft Sale Agreement (Atlas Air Worldwide Holdings Inc), Aircraft Sale Agreement (Atlas Air Worldwide Holdings Inc), Aircraft Sale Agreement (Atlas Air Worldwide Holdings Inc)

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Reduction of Losses. To the extent any Losses of a Seller an Indemnitee are reduced by receipt of payment (ia) under insurance policies which are not subject to retroactive adjustment or other reimbursement to the insurer in respect of such payment or (iib) from third parties not affiliated with the relevant Seller Indemnitee, such payments (net of the expenses of the recovery thereof) shall be credited against such Losses and, if indemnification payments shall have been received prior to the collection of such proceeds, the relevant Seller Indemnitee shall remit to the Buyer Indemnitor the amount of such proceeds (net of the cost of collection thereof) to the extent of indemnification payments received in respect of such Losses. All Losses shall be calculated net of any tax benefits or tax detriments actually received or suffered relating to such Losses.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Chart House Enterprises Inc), Asset Purchase Agreement (Landrys Restaurants Inc), Asset Purchase Agreement (Angelo & Maxies Inc)

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Reduction of Losses. To the extent any Losses of a Seller an Indemnitee are ------------------- reduced by receipt of payment (ia) under insurance policies which are not subject to retroactive adjustment or other reimbursement to the insurer in respect of such payment or (iib) from third parties not affiliated with the relevant Seller Indemnitee, such payments (net of the expenses of the recovery thereof) shall be credited against such Losses and, if indemnification payments shall have been received prior to the collection of such proceeds, the relevant Seller Indemnitee shall remit to the Buyer Indemnitor the amount of such proceeds (net of the cost of collection thereof) to the extent of indemnification payments received in respect of such Losses. All Losses shall be calculated net of any tax benefits or tax detriments actually received or suffered relating to such Losses.

Appears in 1 contract

Samples: Asset Purchase Agreement (Chart House Enterprises Inc)

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